Remuneration

Pursuant to the Companies Act, the remuneration paid to members of the Board of Directors is decided by shareholders at the Annual General Meeting.

Remuneration of the Board of Directors

The company's Annual General Meeting held on April 28, 2026 decided that the members of the company's Board of Directors shall be paid the following annual fees:

• Chair of the Board of Directors: EUR 18,000

• members of the Board of Directors: EUR 12,000.

The Board of Directors decides upon the remuneration the CEO and the Management Team and the basis of it. The remuneration of the members of the Management Team and the CEO consists of fixed monthly salary, customary benefits in kind and incentives, as in force from time to time.

Share-based Incentive Plan 2026–2028

The Board of Directors of Cityvarasto Plc has resolved to establish a new share-based incentive plan for key employees of the group. The plan is designed to align the interests of management and shareholders, commit key employees to the company's long-term strategy, and support value creation.

The performance share plan covers a performance period from 2026 to 2028. The target group consists of approximately 12 key employees, including the CEO and members of the Management Team. Participation requires a personal investment in Cityvarasto's shares.

Performance criteria

Rewards are determined based on four metrics:

• Absolute total shareholder return (TSR)
• Organic group net sales
• Group EBITDA margin
• Group EBITDA

The maximum total reward under the plan corresponds to 21,600 Cityvarasto shares. Rewards are paid partly in shares and partly in cash, with the cash portion intended to cover taxes and statutory social security contributions. As a rule, no reward will be paid if the key employee's contract terminates before the payment date.

Management Team members are required to hold 50% of their received shares until their total Cityvarasto shareholding equals 50% of their annual base salary. For the CEO, the threshold is 100% of annual base salary. These ownership requirements remain in place for the duration of the individual's role.